/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE
SERVICES/

TORONTO, Nov. 19, 2012 /CNW/ - Hudson's Bay Company (the "Company")
announced today that it has entered into an underwriting agreement for
the initial public offering (the "Offering") of 21,475,000 common
shares of the Company at a price of $17.00 per share, for total gross
proceeds of approximately $365 million. The Offering will consist of a
treasury offering by the Company of 14,710,000 common shares and a
secondary offering by Hudson's Bay Company (Luxembourg) S. à r. l. (the
"Selling Shareholder") of 6,765,000 common shares, for gross proceeds
to the Company of approximately $250 million and to the Selling
Shareholder of approximately $115 million. The net proceeds to the
Company will be used to repay indebtedness of the Company. Based on the
Offering price, the Company's market capitalization will be $2.04
billion. The Offering is being made through a syndicate of underwriters
led by RBC Capital Markets, BMO Capital Markets, CIBC and BofA Merrill
Lynch (collectively, the "Underwriters") who will act as joint
bookrunners.

The Selling Shareholder has also granted the Underwriters an
over-allotment option (the "Over-Allotment Option") to purchase an
additional 15% of the number of common shares issued under the Offering
through a secondary offering. The Company will not receive any proceeds
from the sale of these additional shares, if any.

Following completion of the Offering the Selling Shareholder will
continue to hold 98,025,000 common shares representing approximately
82% of the issued and outstanding common shares and certain management
shareholders will hold in the aggregate 500,000 common shares issued in
connection with the settlement of an existing performance share based
incentive plan. If the Over-Allotment Option is exercised in full, the
Selling Shareholder will hold 94,803,750 common shares representing
approximately 79% of the issued and outstanding common shares.

The Toronto Stock Exchange (the "TSX") has conditionally approved the
listing of the Company's common shares subject to fulfilling the
customary TSX requirements. Trading of the Company's common shares
under the symbol "HBC" is expected to commence on the closing of the Offering. The closing is
scheduled for November 26, 2012, subject to customary closing
conditions. A copy of the final base PREP prospectus and supplemented
PREP prospectus will be available on SEDAR (www.sedar.com).

No securities regulatory authority has either approved or disapproved of
the contents of this news release. The securities being offered have
not been, and will not be, registered under the United States
Securities Act of 1933, as amended (the ''U.S. Securities Act''), or
any state securities laws, and may not be offered or sold in the United
States unless pursuant to an exemption therefrom. This press release is
for information purposes only and does not constitute an offer to sell
or a solicitation of an offer to buy any securities of Hudson's Bay
Company in any jurisdiction.

ABOUT HUDSON'S BAY COMPANY

Hudson's Bay Company ("HBC"), founded in 1670, is North America's
longest continually operated company and is a leading retailer offering
a wide selection of branded merchandise in Canada and the United States
through its three banners. In the United States, HBC operates Lord &
Taylor, a fashion department store with 48 full-line store locations
throughout the northeastern United States and in two major cities in
the Midwest. In Canada, HBC operates Hudson's Bay, Canada's largest
national branded department store with 90 locations. HBC also operates
Home Outfitters, a kitchen, bed and bath superstore with 69 locations.
With approximately 29,000 associates in Canada and the U.S., Hudson's
Bay Company banners provide stylish, quality merchandise at great value
and with a dedicated focus on exceeding customers' expectations.

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